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Scott E. Waxman

Managing Partner, Wilmington Office
Wilmington
+1.302.416.7070
Fax +1.302.416.7020
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Primary Practice

Secondary Practices

Education

  • J.D., Georgetown University Law Center, 1990
  • B.A., The Johns Hopkins University, 1987, (General Honors in Chinese, Russian and International Relations)

Admissions

  • Bar of Delaware
  • Bar of Pennsylvania (Inactive)
  • United States Tax Court

Languages

  • French
  • Russian
  • Overview
  • Additional Background
  • Representative Work
Scott Waxman is a founding partner in the firm’s Wilmington, Delaware office and a member of the firm’s global Advisory Council. His practice focuses on organizational and operational issues related to limited liability companies, limited and general partnerships, statutory trusts, and special purpose corporations, as well as general commercial and financial transactions, including structured financings, securitizations, mergers and acquisitions, joint ventures, private equity and hedge funds, preferred securities transactions, insurance premium financing transactions, life settlement transactions and special purpose/bankruptcy remote structures. Mr. Waxman is also experienced in related matters, such as the Uniform Commercial Code and federal and state taxation, as well as other matters, such as unclaimed property audits.

Mr. Waxman frequently advises clients, assists litigators and serves as an expert witness before domestic and international tribunals on matters relating to the organization, operation, management, governance, dissolution, winding up, and restructuring of limited liability companies, limited and general partnerships, statutory trusts, and special purpose corporations, as well as advising on issues relating to the fiduciary duties of general partners, managers, directors, trustees, and special committees. A significant part of Mr. Waxman’s practice also involves advising financial institutions and service providers in the many roles in which they serve, such as trustee, indenture trustee, collateral agent, servicer, backup servicer, escrow agent, securities intermediary, paying agent, and independent manager/director.

Mr. Waxman is a past Chair of Delaware's Alternative Entities Subcommittee, which is responsible for drafting Delaware's preeminent partnership and limited liability company statutes – a committee on which he has served for more than two decades. In addition, he serves on Delaware's Statutory Trust Committee, which is responsible for drafting Delaware's renowned statutory trust statute. Service on these small and prestigious committees provides Mr. Waxman with a unique opportunity to participate in the crafting of some of Delaware's most important legislation, while simultaneously giving him a unique perspective into the legislative history and intent behind the annual changes to these statutes.

Professional Background

Prior to joining the firm, Mr. Waxman was a partner at a Delaware based firm where he previously served as chair of the firm's Business Group and was a member of the firm's Executive Committee.

Achievements

  • Named as 2018 “Lawyer of the Year” in Securitization and Structured Finance Law, Wilmington, DE by The Best Lawyers in America. Only a single lawyer in each practice area and designated metropolitan area is honored as the “Lawyer of the Year.” Mr. Waxman also earned this honor in 2013.
  • Ranked first overall in Delaware in the Alternative Entities subcategory of Corporate/M&A in Chambers USA: America's Leading Lawyers for Business (2005-2019), one of the most respected legal rankings in the world.
  • Named to Lawdragon's 500 Leading Dealmakers list, which honors the nation's top 500 lawyers.
  • Named in the 2018 edition of The Best Lawyers in America, touted as the preeminent peer-review based referral guide to the legal profession in the United States. Mr. Waxman has been named in The Best Lawyers in America for nearly 20 years.
  • Named in Super Lawyers as one of the top attorneys in Delaware. Selection is limited to five percent of the lawyers in the state.
  • Rated AV® in Martindale-Hubbell's peer review certification, which is the highest rating available and is reserved for attorneys whose, "peers rank him or her at the highest level of professional excellence."

Professional/Civic Activities

  • Delaware State Bar Association: Alternative Entities Subcommittee (Past Chair); Statutory Trust Committee, Section of Commercial Law; Section of Taxation
  • Pennsylvania State Bar Association
  • American Bar Association: Taxation Section; Business Law Section

Speaking Engagements

Additional Information

Mr. Waxman completed required coursework towards an LL.M. in taxation at the Georgetown University Law Center. Mr. Waxman has also completed coursework towards a Master of Modern Languages in Russian at Middlebury College.

Publications
  • Co-author, “How Can a Hedge Fund Investor Pledge its Hedge Fund Interest as Collateral for a Loan without Obtaining the Consent of the Hedge Fund’s Manager or General Partner?,” The Hedge Fund Law Report, Volume 3, Number 25, June 25, 2010
  • Represented Azul S.A. in the formation of a Delaware limited liability partnership (LLP) and the issuance by that LLP of $400M senior notes
  • Represented Shorenstein Company, LLC in various fund formations and related Delaware corporate, limited partnership and limited liability company matters.
  • Represented a global alcoholic beverage company in a sophisticated limited liability company restructuring to achieve foreign tax advantages.
  • Delaware limited liability company and statutory trust advice and opinions in connection with a $325M debt refinancing for a major recording artist.
  • Representation of one of the largest financial institutions in the U.S. in various different capacities, including indenture trustee, life insurance trustee, collateral agent, servicer and local manager in connection with numerous premium finance and life settlement transactions and securitizations.
  • Delaware corporate and partnership advice for the global leader in the manufacture of wetsuits, surfboards, snowboards, and snowboard and skateboarding apparel.
  • Delaware corporate advice and opinions in connection with global debt refinancing for the leading provider of classified directory advertising in the United States.
  • Delaware partnership advice in connection with a proposed $5.6 billion merger between a NYSE real estate conglomerate and one of the largest private equity funds in the world.
  • Delaware limited liability company advice and opinions to prospective purchasers of a Major League Baseball team in the National League.
  • Delaware limited liability company advice and opinions in connection with $500 million in financing for Kingdom Films, an investor in 32 films distributed by the Walt Disney Company.
  • Delaware partnership and limited liability company advice and opinions in connection with a $550 million secured credit facility for a newly organized joint venture which combined the U.S. home and office water delivery businesses of Groupe Danone and Suntory.
  • Delaware partnership and limited liability company advice and opinions in connection with a $2 billion securitization of U.S. and foreign motion picture receivables for Twentieth Century Fox and Universal Studios.
  • Delaware limited liability company and corporate advice to a publicly traded telecommunications company in connection with its corporate restructuring and corporate governance.
  • Delaware limited liability company advice and opinions in connection with a fast food chain’s $2.4 billion note offering.
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